Business Law and Contract – BUSG 2305
Fall 2014
CRN: …
A – Course Overview:
This course is designed to help you develop basic knowledge in the area of business and
contract law. During the course, you will have opportunities to develop analytical, problem
solving and related skills that you will use in business environments (disputes arising in
contract, contract formation, corporate practice, …).
In addition, the domestic laws of the U.S. and Vietnam which directly relating to business
law and contract are also introduced. The comparative law approach will be pioneered. The
main task is to introduce comparable Vietnam law in addition to the US law to bring you with
relevant and practical legal knowledge. Students are expect to use English version of
Vietnamese laws.
B – Class Time:
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Mon: 13:00 – 14:30, 14:40 – 16:10
Room: 203
C – Instructors Information:
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Phan Dinh Tuan Anh
Email: tuananh@thien-an.com
D – Core Student Learning Outcomes (SLOs):
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SLO 1: To comprehend the importance legal issues and some aspect of ethics in
business and contract law context;
SLO 2: To demonstrate the abilities to understanding and applying properly legal
concepts to issue solve business transactions and legal documentations;
SLO 3: To describe the political legal environment of various countries or regions;
SLO 4: To select the most appropriate legal organization, legal assistance in a
particular area or for a particular purpose;
SLO 5: To have awareness about the strategies to mitigate the legal risks while
maximizing the competitiveness advantages of firms along with sustainable
development awareness;
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SLO6: To demonstrate professional English communication skills by conducting oral
presentations, leading group discussions, reading case law, and submitting wellstructure essays with citation.
E – Course Material:
There are one text-book required for this course.
Main textbook:

Kubasek, Nancy; Browne, M. Neil; Giampetro-Meyer, Andrea; Barkacs, Linda;
Herron, Dan; Williamson, Carrie; Dhooge, Lucien, 2009, “Dynamic Business
law”, McGraw-Hill/Irwin
References:

Vietnam Laws library: www.luatvietnam.vn/
F – Anti-plagiarism Policy:
This course requires student to follow APA system to avoid plagiarism in all assignment. You
are expected to paraphrase the original sentences and put the direct quotations from case law
or other sources in quotation marks along with full citation. Assignment which is identified
with serious and deliberate plagiarism will be assessed as “fail”. The length of direct
quotations from case law and other material should not exceed 25% the total length of your
assignment.
If you have any further question about citation systems, please do not hesitate to seek
assistance from English department or from the course instructor.
G – Assessments:
Student performance will be assessed by the completion the following assessment:
1.
2.
3.
4.
5.
Class Participation:
Class Exercises (5 assignments x 6% each):
Group Presentation:
Mid-term Exam:
Final Exam:
10%
30%
10%
25%
25%
Total:
100%
(For the assignment schedule, please see the syllabus below, for the grading scheme please
see the student handbook)
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1. Class Participation (10%):
For this assessment, students’ performance is assessed based on student’s participation in
class discussion. This assessment has two forms of (1) Group Discussions and (2) Lecture
participation:
(i) Group Discussions: Students are required to work in small groups in order to answer
questions raised by the instructor regarding: case law or other legal issues.
(ii) Lecture participation: Students are also required to give the input to the lectures.
2. Class Exercises (30%):
There will be five small assignments, 6% each, will be assigned to students during the course.
Students can choose to do this assignment in group with the maximum member of 5 students
per group. Students are expected to try their best to comply with anti-plagiarism policy.
Students are required to use the Footnote- style and Harvard style for the citation.
3. Group Presentation (10%):
Every group is required to present their work in Class Exercises in front of the class once.
The aim of this assessment is to examine the co-operation ability of students when dealing
with legal issues as well as their ability to present and defend their arguments before the
public
The same plagiarism policy applied for this assignment as for the class exercises.
4. Mid-term exam (25%):
The Mid-term exam consists of two parts: multiple choice questions section (20%) and essay
section (80%). Please try your best to obey the examination rules as there will be no tolerance
for cheating of any kind.
5. Final exam (25%)
The Final exam consists of two parts: multiple choice questions section (20%) and essay
section (80%). Please try your best to obey the examination rules as there will be no tolerance
for cheating of any kind.
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H – Course Syllabus:
Week 1
Introduction to Business and Contract Law
Required readings:
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An introduction to dynamic business law (Chp.1)
Topics:
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Course overview;
The basic concept of business and contract law;
Introduction to different tradition of national legal systems;
Legal & ethical reasoning;
Introduction to the course's objectives, course structure, teaching and
studying approach.
Learning Objectives:
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Week 2
To have the initial awareness of business and contract law operating in
different countries (SLO 1, 3);
To comprehend the approaches of Civil law system and Common Law
system (SLO 1, 3);
To understand the initial concept of Legal and ethical reasoning (SLO
2);
To appreciate the importance of understanding law and ethical issues in
business (SLO 1).
Contract Formation – Offer and Acceptance
Required readings:
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Introduction to contracts (Chp.13)
Agreement (Chp.14)
Topics:
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Definition of contract;
Function and definition of contract law;
Contract formation;
Elements of contract (offer and acceptance).
Learning Objectives:
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Understanding of definitions and elements of a contract (SLO 2, 3);
To demonstrate the ability to conduct legal reasoning in order to
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Week 3
identify valid and invalid contract (SLO 2);
Knowing strategies avoid legal litigations in concluding the contract
(SLO 5);
To be able to synthesize and to apply the studied knowledge to solve
disputes in some practical cases (SLO 1, 2).
Contract Formation – Consideration
Required readings:

Consideration (Chp.15)
Topics:
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Contract formation;
Elements of contract (consideration).
Learning Objectives:
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Understanding of definitions and elements of a contract (SLO 2,3);
To demonstrate the ability to conduct legal reasoning in order to
identify valid and invalid contract (SLO 2);
Knowing strategies avoid legal litigations in concluding the contract
(SLO 5);
To be able to synthesize and to apply the studied knowledge to solve
disputes in some practical cases. (SLO 1,2).
Class exercise I (SLO 2, 5, 6)
Contract Formation – Capacity and Legality
Week 4
Required readings:
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Capacity and legality (Chp.16)
Topics:
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Contract formation;
Elements of contract (capacity and legality).
Learning Objectives:
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Understanding of definitions and elements of a contract (SLO 2, 3);
To demonstrate the ability to conduct legal reasoning in order to
identify valid and invalid contract (SLO 2);
Knowing strategies avoid legal litigations in concluding the contract
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(SLO 5);
To be able to synthesize and to apply the studied knowledge to solve
disputes in some practical cases. (SLO 1, 2).

Class Exercise II (SLO 2, 3, 5, 6)
Week 5
Discharge and Remedies
Required readings:
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Discharge and remedies (Chp.20)
Topics:
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Performance and discharge;
Damages and remedies.
Learning Objectives:
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To understating contractual performance obligation, the obligation of
party after the delivery. (SLO 1, 2, 3);
To be able to apply this knowledge in the process negotiating and
drafting contract to avoid dispute and expensive litigation (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical (SLO 2).
Week 6
Warranty
Required readings:
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Warranties (Chp.25)
Topics:
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Definition of warranty;
Types of warranty.
Learning Objectives:
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To understating contractual performance obligation, the obligation of
party after the delivery. (SLO 1, 2, 3);
To be able to apply this knowledge in the process negotiating and
drafting contract to avoid dispute and expensive litigation (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical (SLO 2).
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Week 7
Consolidation + Exercises
Week 8
Mid-term Exam
Multiple Choices Exam: Closed book
Essay Exam: Open book (with permitted material)
Week 9
Introduction to Sales and Lease Contract
Required readings:
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Introduction to sales and lease contract (Chp.21)
Topics:
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Definition of sales and lease contract;
Definition of good and service in sales and lease contract.
Learning Objectives:
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To understating types of contract (SLO 1, 2, 3);
To be able to apply this knowledge in the process negotiating and
drafting contract to avoid dispute and expensive litigation (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical cases (SLO
2);
To mitigate legal risk and utilise the legal advantages in consistent with
law in conducting international and domestic market (SLO 2,5).
Class Exercise III (SLO 1, 2, 3, 5, 6)
Week 10
Performance, Obligation and Remedies for Breach in Sales and Lease
Contract
Required readings:
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Performance and obligations under sales and lease (Chp.23)
Remedies for breach in sales and lease contract (Chp.24)
Topics:
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Basic performance obligation;
Goals of contract remedies;
Types of remedies.
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Learning Objectives:
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To understating obligation and remedies of contract (SLO 1, 2, 3);
To be able to apply this knowledge in the process negotiating and
drafting contract to avoid dispute and expensive litigation (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical cases (SLO
2);
To mitigate legal risk and utilise the legal advantages in consistent with
law in conducting international and domestic market (SLO 2,5).
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Week 11
Forms of Business Organizations
Required readings:
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Forms of business organizations (Chp.35)
Topics:
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Types of business organizations;
Advantages and disadvantages of each type.
Learning Objectives:
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To understating types of business organizations (SLO 1, 2, 3);
To be able to apply this knowledge in the process negotiating and
drafting contract to avoid dispute and expensive litigation (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical cases (SLO 2);
To mitigate legal risk and utilise the legal advantages in consistent with
law in conducting international and domestic market (SLO 2,5).
Class Exercise IV (SLO 1, 2, 3, 4, 6)
Week 12
Agency Formation and Duties; Corporate Formation, Merger and
Termination
Required readings:
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Agency formation and duties (Chp.33)
Corporate formation, merger and termination (Chp. 38, 40)
Topics:
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Introduction to agency law;
Duties of agent, principal and third party;
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Organization formation and termination.
Learning Objectives:
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To understand the basic concept: agency relationship, and the right
of duties of agent and principals, the liabilities of agent and
principal’s to the third-parties; corporate formation and termination.
(SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with
legal and ethical reasoning) to solve disputes in some practical cases
(SLO 2);
To mitigate legal risk and utilise the legal advantages in consistent
with law in conducting international and domestic market (SLO
2,5).
Class Exercise V (2, 3, 5, 6)
Week 13
Introduction to Labor and Employment Law
Required readings:
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Labor and employment law (Chp.42)
Topics:
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Introduction to labor and employment law;
Rights and duties of employer and employee.
Learning Objectives:
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To understand the basic concept: labor and employment law, rights and
duties of employer and employee (SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical cases (SLO 2);
To mitigate legal risk and utilise the legal advantages in consistent with
law in conducting international and domestic market (SLO 2,5).
Week 14
Introduction to Consumer Law
Required readings:

Consumer law (Chp.45)
Topics:

Consumer law;
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Consumer protection.
Learning Objectives:
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To understand the basic concept: consumer law and consumer protection
(SLO 2, 3);
To be able to synthesize and to apply the studied knowledge (with legal
and ethical reasoning) to solve disputes in some practical cases (SLO 2);
To mitigate legal risk and utilise the legal advantages in consistent with
law in conducting international and domestic market (SLO 2,5).
Week 14
Consolidation + Exercises
Week 15
Final Exam
Multiple Choices Exam: Closed book
Essay Exam: Open book ( with permitted material)
Week 16
Exam Marking, Scheme Explanation and Final Discussion
Topics:
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Questions and answers about the final exam;
Presentation.
Learning Objectives:
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Apply legal reasoning to solve practical business issues (SLO 2);
Improve presentation skill (written and spoken communication) in term
of logical and professionalism (SLO 6).
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